NASHVILLE — He's been in Denver for the better part of two seasons now, piling up touchdown passes by the dozen and guiding the Broncos to one victory after another.

But the fact that quarterback Peyton Manning will be battling the Tennessee Titans for the first time since making his fateful decision of March 2012 — when he chose the Mile High City over the Music City — meant the old questions were bound to resurface: Just how close did Manning, who was a star at the University of Tennessee, come to signing with the Titans? How might things have been different if that had transpired? And conversely, how much has the failed pursuit hurt the franchise?

Titans general manager Ruston Webster said he avoids torturing himself about what might have been, but it's still easy to recollect the disappointment he felt when Manning called and broke the bad news.

"Honestly, I thought we were going to get him," Webster said Wednesday. "I thought we had a great chance to get him. I know we'd done everything we could do."

Initially, it appeared the Titans weren't going to enter the great Peyton pursuit, which officially started on March 7, 2012, when the Indianapolis Colts — on the verge of drafting prized quarterback Andrew Luck — cut Manning.

At that point, the four-time NFL MVP had missed an entire season and had multiple surgeries on his neck. There was no guarantee he would even play another game, so the Titans — who had Matt Hasselbeck and Jake Locker on the roster — were preparing to address other deficiencies at the start of free agency.

Those plans changed, however, when late owner Bud Adams made public his desire for Manning, putting the front office in scramble mode.

"Mr. Adams, it meant a lot to him," coach Mike Munchak said. "We knew someone like Peyton is a difference maker. He makes people around him better. They win. That's exactly what Mr. Adams wanted."

VIDEO: Manning relives decision

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Manning reflects on his big decision in 2012 as a free agent quarterback, and the case that the Titans made.

Aggressive courtship

The Titans dove headlong into the Manning chase, putting all other free-agency interests on hold because of the money they knew they'd have to spend to land the superstar quarterback.

Titans executives rolled out the red carpet for Manning's visit to Nashville, and then — in what seemed like a chapter out of a spy novel — watched him throw passes in Knoxville.

The workout was initially planned for the University of Tennessee, but when Manning saw media camped out there, he re-directed team brass to a high school field.

"That was such a whirlwind," Manning said via conference call on Wednesday. "That process really was a very public process. It was hard to do things kind of in peace. ... That was kind of a unique workout I guess, but like I said, I enjoyed the time with them."

Munchak had a natural connection with Manning — he had been a teammate of Manning's father, Archie, with the Houston Oilers toward the end of the elder Manning's NFL career — so the coach took the lead role in the courtship process.

"We went strong for Peyton. We put a lot of effort into it," Webster said. "I think Munch, especially, did a great job of recruiting him. They were talking every day. I think he really had a great deal of respect for coach Munchak and still does."

Said Munchak: "I guess we felt right there with what we were offering him and what we had here. I thought everything we did with him went well."

But it wasn't enough. Manning chose Denver, where he could benefit from the influence of Hall of Fame quarterback John Elway, the team's executive vice president of football operations.

"Obviously, it was a very difficult decision for me," Manning said. "There was a part of you that kind of wanted to go to each team you were considering, kind of like when you're choosing a college. I'm not sure there's any one perfect decision.

"I enjoyed the time that I spent with the Titans organization. Obviously, I had to pick one place. You can only go to one place, and I picked Denver. I've worked hard every day to try and make it a good choice."

Other plans derailed

Manning's impact on the Broncos: he transformed a team that went 8-8 in 2011 to one that is 25-5 over the past two seasons. He's thrown an NFL-best 41 touchdown passes this season, which is already the eighth-highest total in league history, and he needs just 10 more to set the all-time mark established by Tom Brady in 2007.

Manning's decision also had serious repercussions for the Titans, including issues at quarterback the past two seasons.

Locker struggled during his first year as an NFL starter in 2012, throwing 10 touchdowns and 11 interceptions in 11 games. He appeared to be moving in the right direction this year before a season-ending injury left the Titans to sink or swim with a streaky Ryan Fitzpatrick.

But on a broader scale, failure in the Manning mission left their free-agency pursuits a wash overall.

The Titans had been interested in defensive ends Mario Williams (22½ sacks over the past two seasons) and John Abraham (18) among others. But when they put payroll on hold during the Manning chase, their initial targets went elsewhere.

The big additions during the 2012 offseason were defensive end Kamerion Wimbley, who's turned into a role player this season, and veteran guard Steve Hutchinson, who retired after just one year with Tennessee.

"That definitely slowed us down when all of our intention was on (Manning) and having him come here and doing all the things we needed to do to have a shot at getting him," Munchak said. "It kept us from doing other things."

Easing the pain

The Titans struggled to a 6-10 record in 2012, and at 5-7 this season they are likely to miss the playoffs again. Munchak's job could be in jeopardy.

A win in Denver on Sunday wouldn't change history, but maybe it would serve to soothe the sting of Manning's decision, one that continues to hurt the Titans almost 21 months later.

"It ended up working the way he hoped it probably would," Munchak said. "It probably would have worked out (well) no matter where he went because of the type of player he is. Hopefully, after Sunday he'll wish he had been with us."